Chances are you've seen Tanit Phoenix's seductive eyes staring back at you from one magazine or another. After all, she's been featured on the cover of Cosmopolitan, Maxim and FHM, while also frequently popping up in the Sports Illustrated Swimsuit Issue, GQ, Shape and Marie Claire. This model-turned-actress is beginning to heat up the big screen as well, as we learned when we chatted with her during our "Death Race 2" set visit in Cape Town, South Africa last year. In addition to her role opposite Luke Goss as convicted murderer Katrina Banks, Phoenix also spoke briefly about her work with John Cleese on "Spud." Unfortunately, the news about her being in the running to play "Wonder Woman" in David E. Kelley's now delayed but much ballyhooed TV series hadn't broken yet, so we obviously didn't have a chance to address those rumors, but needless to say, you'll be seeing even more of Ms. Phoenix in the coming months. However, first thing's first...let's hear about those boots.

Tanit Phoenix: These are my boots for the movie.

Bullz-Eye: Those are ass kickers.

Reporter: Personal collection or from the set?

TP: No, this is from the set. But they gave everyone a choice and all of the other prisoners all asked for really high shoes. And I just thought to myself, being an army sniper, I don’t think I would wear high heels.

BE: No.

TP: So I asked them for these boots. So if you’ve seen other girls walking around, they’re all looking fancy and I’m looking like…. (Laughs)

Reporter: Well, start by telling us about Katrina Banks.

TP: Have you heard anything?

Reporter: We know little, very, very little.

"I’m a wussy for getting black eyes, especially when I have to work so much. I can’t come to the set with a tooth missing. But I’m strong. I was a belly dancer for 14, 15 years. I’ve got strong thighs and I’ve got a really high kick because I’m supple, so that does help."

TP: She’s a cool character. She’s an ex-military sniper. Ex because she gets thrown out, dishonorable discharge. She gets drug raped by a superior officer and she wakes up while he’s doing it. It was really bad. And she files a report and the military tribunal found him innocent and she’s guilty, and they dishonorably discharge her. So she ends up taking matters into her own hands and she kills him. And then she tells everyone that it was her because, being a righteous woman, she wanted everyone to know, and she ends up going to jail, willingly.

Reporter: She knew her consequences.

TP: Yeah. So this is what’s so interesting about her and Luke. He was in his big bank heist and killed a cop. It’s not something that he would do. And in prison, she notices how he sort of takes care of all the other guys that can’t look after themselves. Lists, for example, he’s very kind of…you’ve seen the first movie so you know.

BE: Yep.

TP: So she sees this in him and that’s what starts the first interest in them. She helps him out and then he asks her why, and she’s like, “Well why did you help Lists?” Then she gets thrown into the car with him and then they end up falling in love. Very pretty.

Reporter: So a romantic, love story?

TP: Yeah. Well, I think there’s more emotional depth to this one than the first one. Which is going to make the audience sit back and enjoy.

Reporter: You went to jail for killing someone who raped you. That’s more depth than in the first one.

TP: Isn’t it cool, to have a South African as a lead?

BE: Yeah, absolutely.

TP: I’m like, yay!

Reporter: Having done movies in England and kind of around the world, did you feel that there was sort of a sense of personal pride, you know, filming in South Africa? Does this film mean more to you in sense?

TP: Okay, well first, because I get to sleep in my own bed. (Laughs)

BE: Yeah. I’m sure that’s a big plus.

TP: And I’m actually from Durban. I live in Cape Town now. So yeah, I mean, everyone knows that we’re capable of making really beautiful movies. Our technical crew is just off the planet. And we do the best stuff, and that’s why people come here. That and because it’s somewhat cheaper. And with everything that’s going on in the States, I think people are trying to save a buck or two. Yeah, and there’s talent here and people are recognizing that now.We’ve got great actors, we just haven’t been able to show that because of our past history with apartheid. That’s all fallen away and I think, I mean, I speak for myself because I have seen them, there are great actors in this country. I, for myself, am going to put my foot in the door and I’m not going to stop.

Reporter: Well, you mentioned how your role in the movie has some emotional depth. But it also is an action movie. So I guess it’s a matter of being tough in multiple ways. So how would you describe yourself? Are you a tough girl or a sensitive woman?

TP: Tanit or Katrina?

Reporter: Tanit, Katrina, where does the line end?

TP: We’re quite similar actually, which I find that very interesting. I’m a Muay Thai fighter.

Reporter: You’re Muay Thai in real life?

TP: Yeah.

Reporter: How long have you been doing that?

TP: Ten years now.

Reporter: How did you get into that?

TP: I don’t know. I’m not a big gym girl, I like bags…I don’t know. It was just like an intuitive thing that you just draw into something.

Reporter: Did you actually do exhibition fighting, or was it more…?

TP: I did when I was younger. I got clubbed, I got beaten really hard by a girl that was bigger than me and I decided not to do anything that way. I train now for form so instead of having your hands up here, you train like this so the camera can see. But I’ve been a really good….

Reporter: Did you get a hit in, at least?

"(Luke Goss) is a very gentle person. From the first moment, you feel like he’s someone that will respect what you’re saying, what you’re doing and why you’re here. He’s extremely open with everyone…(and) he makes everyone feel like they are a part of the team, because they are. It’s a big family and when everyone feels happy, then you get the project done with smiles on your faces."

TP: Yes, but I’m a wussy for getting black eyes, especially when I have to work so much. I can’t come to the set with like a tooth missing. But I’m strong. I was a belly dancer for 14, 15 years. I’ve got strong thighs and I’ve got a really high kick because I’m supple, so that does help.But going back to what you were saying, those lines do cross very, very much and that’s why I like playing this character because I’m a tough chick. Extremely emotional but I think I hide it behind a lot of stuff that’s happened in my past. You know, personal experience…you’ve got to learn to be tough, you’ve got to learn to survive. If you want to make it to the top, you’ve got to look out for yourself. And finding support is a very rare thing, especially when your family is all over the place. My dad’s a metaphysics lecturer and my mom’s a drama teacher. I hardly see them. I encompass both of that. I study quantum physics and I’m an actress, and then I never see anyone. So yeah, I’ve got that quality for fight and then I’m a super sensitive girl with a pretty face and I’m always in nature and, oh, I love my friends. You guys are awesome. I’m sure you can tell that just the way I’m speaking to you.

Reporter: (laughing) Yeah, we know we’re awesome.

BE: We’ve been saying it all week, right?

Reporter: That’s our job.

BE: So with your fighting background, have you had to have any additional training for this film? Or did you just come in and you were ready to kick ass right from the start?

TP: I have been begging them for more training! I’m capable. I’m tough.

Reporter: What about the…obviously the cars play a huge role. Have you done any driving on the set, or have they banned you?

TP: No, no, no, no I have. I’ve been on the green screen. First time I ever did that it was amazing.

Reporter: What was that experience like?

TP: Luke (Goss) and I are…I don’t know, exquisitely, like, well timed and it’s amazing the way that we simulate the moves and the bumps. It looks like a ballet. It’s kind of pretty and I was very excited about that. And then I’ve got a time in the car where I rip the gun off and shoot someone behind me. They’ve got a stunt girl doing that but they want me to do some of the closer stuff. I haven’t done that yet.

BE: Is there a temptation to do your own stunts on something like this?

Reporter: Put some Muay Thai into it?

TP: Well, yeah, I mean, I’m not afraid of breaking a nail. I’ve actually cut my nails short. They’re growing mismatched since I first started. Yeah, we still have a lot of car stuff to do. The cars are insane, have you seen them?

Reporter: Yeah, we saw them yesterday. They’re nuts!

BE: Do you have a favorite one?

TP: The Mustang. The Dodge is good too but I like the Mustang. It just sounds pretty. It’s a pretty car. It’s not very comfortable to sit in.

BE: Yeah?

TP: And do you know that, what, seven or eight of the cars (from the 2008 film) were brought back and two of them the owners wouldn’t sell them. They had to recreate them in South Africa.

Reporter: That’s crazy.

TP: Yeah, we’ve got good people here.

Reporter: You also mentioned how you and Luke have sort of a chemistry. Could you talk more about that and how that developed and how does that…?

TP: He’s a very gentle person. From the first moment, you feel like he’s someone that will respect what you’re saying, what you’re doing and why you’re here. That was just my first impression. Then I got to know him. He’s extremely open with everyone, greeting every single person on the set, cast, crew, technical people, and every single person. He makes everyone feel like they are a part of the team, because they are. It’s a big family and when everyone feels happy, then you get the project done, you know, with smiles on your faces. No one is screaming and fighting. So I really respect that about him. You know, the last scene, we had to…I mean, being an actor you’ve got to go there, right? …Look at me, I’m like crossing myself over. (Laughing) It was beautiful, guys. When you see it, it’s very passionate, the love-making scene. Yeah, I don’t know what else to say. I’m sorry. You can watch it for yourself.

Reporter: Well, I think you kind of echo what a lot of people…we’ve only been here a couple of days to be honest with you, but a lot of people have kind of said that about the actual set itself. That everyone is kind of cool with each other. At least, I don’t know, there doesn’t seem to be a lot of, like, the diva syndrome or anyone kind of bitching. Is that standard, like pretty normal when you’re making movies in South Africa? Like you’ve experienced, is it mostly that? Is this like a special case?

TP: No, it’s different at every one. It’s a different animal you have to tackle, get under your skin. New people, new energy, new understanding of things, new ways of directing, of acting. Roel (Reiné), have you met him?

Reporter: The director, no.

"Do something every day that scares you, which is why I do what I do. It’s just the biggest rush of adrenaline. Face your fear head on. There are thousands of people watching you, not just on TV but on the set. People are expecting you to perform."

TP: Gentle man. He never stops. He never steps down. Never. He’s got four or five cameras running at the same time, different angles. His mind is all over the place. He’s an amazing action director. I was wondering how he would be with the performance but he comes in and…like, there’s a whole bunch of people that are operating around you and he’ll come in and sort of speak under his breath, it’s quiet, between you and him. Yeah, directing in the most gentle way. He’s never shouting, never screaming, never angry.

Reporter: He’s a nice guy director.

TP: Amazing. One of the best that I’ve worked with. I’ve told him already that I want to work with him again. Yeah, he’s on the up too. He’s a good deal.

Reporter: Speaking of which, what future projects do you have coming up? Anything on the horizon?

TP: I do but…oh yes, I have a South African film with John Cleese. The others I can’t say direct because contracts are still being signed.

Reporter: Oh, what’s that called?

TP: “Spud.” It’s based on a story of a boy in boarding school. And (John Cleese plays a) crazy, English guy. I play a drama teacher, very free spirited. But we’re not here for that are we? (Laughs)

BE: So put yourself in Katrina’s shoes for a second. Would you do a death race if your freedom was on the line? Risk your life? I mean, it seems like your freedom or potentially dying, that’s a big decision. It’s not something you take lightly.

TP: I’m an adrenaline girl. My dad was a scuba diver, bungee jumper. I grew up with a crazy dad that just did everything. He raced cars. I wish I had the money to do Formula 1, to train, when I was younger because I think I would be brilliant. And I’m not afraid of anything. Everyday you have to wake up and do something that scares you, because if you don’t, you’re not living. You have to feel that rush of adrenaline or whatever it is, that spark of energy that makes you feel alive. So, yes I would. I would get in that car and I would race. And I would kick some serious ass. I wouldn’t kill someone, I would try not to. I’m a vegetarian so I would probably…I don’t know.

BE: Well, you don’t have to eat them afterwards.

TP: (Laughing) I know, that’s not what I’m saying. Just the thought of blood.

Reporter: You were saying doing something fearful or adrenaline every day, does that include acting? Like are you at the point where you’re still scared if you’re behind the camera, I mean, if you’re in front of the camera or whatever?

TP: Do something every day that scares you, which is why I do what I do. It’s just the biggest rush of like adrenaline. Face your fear head on. There are thousands of people watching you, not just on TV but on the set. People are expecting you to perform and not just that…Sean Bean. I have to talk about Sean Bean, he’s amazing. He has this inner light and every single take that he did, he brought something else and it was so much more powerful. And it improved my acting performance because he set the bar so high. Just from small things, to his eye twitching or like…it was like watching someone paint in front of you. It was so incredibly beautiful. He’s an amazing actor. That’s the type of actor I want to be, well I’m going to be. I’m working towards that.

Reporter: So what is some of the initial motivation behind pursuing acting? Because you said you have such a diverse background and you’ve been involved in a lot of physical activity as well. You had other ideas about being a driver.

TP: I was six when I knew I wanted to be an actress. Six years old. I went to my dad and was like, “I want to act” because I’m a clown. I used to steal my grandmother’s wigs, they had weird stuff on them, and do plays. He said, “Don’t do it,” because he’s obviously a scientific mind and he doesn’t understand where I’m coming from. I know he married a drama teacher which is sort of odd. Yeah, and I got into other stuff and it just led me straight back here. It was almost inevitable. I just got brought back into it and I’m glad I did. I think I would have ended up doing this anyway.

Reporter: Do you think you’re more apt to take projects in South Africa, kind of like what we were talking about before, you know kind of like pride of being South African? Would you say you’re more willing to do stuff because it’s in South Africa?

TP: Or travel?

Reporter: Yeah, versus travel.

TP: Both. I’ve been traveling my whole life so I have no problem with that. I’m heading back to L.A. this year so you will be seeing more of me on the movies, soon, in a bigger pool swimming with people.

BE: Yeah, but location has to play a part if you’re looking at two different roles and this one shoots in Idaho and this one shoots in….

TP: No, it’s the role. It’s the project, the producers, the studio, the director, the actors.

BE: It could be a tie breaker though, I assume, where it’s shooting.

TP: Um, I’m happy that I’m working a lot here because I’m closer to home, but I’m not going to say no if the job…I will definitely go.